FCA Implications for M&A Transactions
How to Secure Advances to Fund Legal Fees
Mediating Complex Insurance Coverage Disputes Series Part 4 - How to Seal the Deal
Practical Training for Project Managers & Supervisors Two-Part Webinar Series: Part Two
Mergers and Acquisitions - Key Issues in Today's M&A Deals
Indemnification Provisions: What They Mean and What You Should Worry About
FCPA Compliance and Ethics Report-Episode 168-Dan Cogdell on criminal procedure issues in defending an individual prosecuted criminally under the FCPA
CorpCast Episode 2: Advancement 101
Purchase Agreements – Interview with Stephen Gulotta, Managing Member, Mintz Levin's New York Office
Parties to business acquisitions use indemnification clauses to provide security for harm that may result following the closing of the transaction. Indemnification obligations require one party to compensate the other for...more
A state appellate court in Pennsylvania recently affirmed a trial court’s summary judgment ruling addressing a franchisor’s claims for indemnification in a personal injury dispute. Sunoco (R&M), LLC v. Pa. Nat'l Mut. Cas....more
Under Delaware law, executives (and former executives) may be entitled to indemnification and advancement from their employer for claims arising in connection with their employment. These rights to indemnification/advancement...more
The "usual suspects" when looking for director and officer indemnification requirements are...more
For many years, the rule of law governing claims for contractual indemnification in New Jersey has been well-established under the so-called “Azurak” rule, which requires that, in order for a party to be indemnified for its...more
As scrutiny of public companies continues to increase, it is important for directors and officers to understand the full range of protections from personal liability available to them and for a company to be cognizant of its...more
Have you received an offer to buy your company? Congratulations! But there is work ahead. The first step is to understand the specific deal structure, be it an asset sale, equity sale or merger. The owners should also work...more
When drafting and reviewing local government contracts, it’s imperative that legal counsel understand what language to focus on. There are a number of terms and conditions which political subdivisions cannot agree to under...more
This CLE course will guide deal counsel in drafting and negotiating asset purchase agreements. The panel will discuss legal considerations when negotiating representations and warranties, indemnities, covenants, closing...more
As we reach the midpoint of 2024, the SEC has maintained its rigorous enforcement stance on the private funds industry, proposing new rules and oversight tools to better identify and investigate market practices. As 2024...more
On May 30, 2024, the Supreme Court of New Jersey issued its decision in Boyle v. Huff, holding that an indemnification clause cannot apply to first-party claims unless the parties include specific language expanding the...more
Seed investments in hedge funds, private equity funds, private credit funds, and other investment vehicles continued to generate significant deal volume in 2023, according to the tenth annual Seward & Kissel Seed Transactions...more
The Patent Trial and Appeal Board denied institution of a petition for inter partes review under 35 U.S.C. § 315(b) because the petition was filed more than one year after patent owner had served a complaint for patent...more
Woodruff Sawyer has been a leader in the fund-level General Partnership Liability space since the inception of the insurance product over 30 years ago. In today’s business and regulatory environment, the venture capital,...more
In its recent opinion in Raymond James & Associates Inc. v. Jalbert (In re German Pellets Louisiana LLC), 23-30040, 2024 WL 339101 (5th Cir. Jan. 30, 2024), the Fifth Circuit held that a confirmed bankruptcy plan enjoined a...more
In its final Private Fund Adviser Rules adopted last year, the SEC dropped one of the more controversial proposed rules—the proposal to prohibit contractual exculpation or indemnification provisions that would shield or...more
This CLE webinar will explore the evolution of erroneous payment provisions in credit agreements as a result of the infamous Revlon case. The panel will review provisions developed by market participants, including language...more
Foley Hoag LLP publishes this quarterly Update primarily concerning developments in product liability and related law from federal and state courts applicable to Massachusetts, but also featuring selected developments for New...more
A significant recent decision by the Fifth Circuit Court of Appeals in the case of Raymond James & Assocs. V. Jalbert (In re German Pellets La., L.L.C.), 91 F.4th 802 (5th Cir. 2024) (German Pellets), underscores the...more
The legislation allows decentralized autonomous organizations to gain legal entity status and operate within the bounds of applicable law. ...more
In today’s rapidly evolving technological landscape, the integration of generative AI (“GAI”) has become increasingly prevalent across various professions and industries. From enhancing customer experiences to streamlining...more
Please join Williams Mullen attorneys Jon Bliley and Rakesh Parikh as they discuss the latest trends in middle-market M&A, touching on several topics, including rep & warranty insurance and indemnification....more
Although a majority of buyers in real estate transactions rely on their own inspections of property, most real estate purchase and sale agreements contain some seller representations and warranties regarding key factual...more
While those running companies may be aware of the numerous management and accounting breaches that can give rise to civil liability, there is generally less recognition of the possibility that breaches can also give rise to...more
The advent of the COVID-19 rapid antigen test launched at-home diagnostics to the forefront of conversation in the life sciences industry. Many believe this is only the beginning. As the share of telehealth services...more